Generac : Investor Presentation – August 2020

Generac's mission is to ensure peace of mind by developing power products and solutions that make the world safer, brighter and more productive.

Investor

Presentation

AUGUST 2020

1

Investor

Relations

CONTACTS

Aaron Jagdfeld	York Ragen	Mike Harris
PRESIDENT & CEO	CHIEF FINANCIAL OFFICER	VICE PRESIDENT - CORPORATE
		DEVELOPMENT & INVESTOR RELATIONS
		[phone]
		[e-mail]

2

Forward Looking

Statements

Certain statements contained in this news release, as well as other information provided from time to time by Generac Holdings Inc. or its employees, may contain forward looking statements that involve risks and uncertainties that could cause actual results to differ materially from those in the forward looking statements. Forward-looking statements give Generac's current expectations and projections relating to the Company's financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as "anticipate," "estimate," "expect," "forecast," "project," "plan," "intend," "believe," "confident," "may," "should," "can have," "likely," "future," "optimistic" and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events.

Any such forward looking statements are not guarantees of performance or results, and involve risks, uncertainties (some of which are beyond the Company's control) and assumptions. Although Generac believes any forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect Generac's actual financial results and cause them to differ materially from those anticipated in any forward-looking statements, including:

• frequency and duration of power outages impacting demand for our products;
• availability, cost and quality of raw materials and key components from our global supply chain and labor needed in producing our products;
• the impact on our results of possible fluctuations in interest rates, foreign currency exchange rates, commodities, product mix and regulatory tariffs;

• the possibility that the expected synergies, efficiencies and cost savings of our acquisitions will not be realized, or will not be realized within the expected time period;
• the risk that our acquisitions will not be integrated successfully;

• difficulties we may encounter as our business expands globally or into new markets;

• our dependence on our distribution network;
• our ability to invest in, develop or adapt to changing technologies and manufacturing techniques;
• loss of our key management and employees;
• increase in product and other liability claims or recalls;
• failures or security breaches of our networks or information technology systems;
• changes in environmental, health and safety, or product compliance laws and regulations affecting our products or operations; and
• the duration and scope of the impacts of the COVID-19 pandemic are uncertain and may or will continue to adversely affect our operations, supply chain, distribution, and demand for certain of our products and services.

Should one or more of these risks or uncertainties materialize, Generac's actual results may vary in material respects from those projected in any forward-looking statements. In the current environment, some of the above factors have materialized and may or will continue to be impacted by the COVID-19 pandemic, which may cause actual results to vary from these forward-looking statements. A detailed discussion of these and other factors that may affect future results is contained in Generac's filings with the U.S. Securities and Exchange Commission ("SEC"), particularly in the Risk Factors section of the 2019 Annual Report on Form 10-K and in its periodic reports on Form 10-Q. Stockholders, potential investors and other readers should consider these factors carefully in evaluating the forward-looking statements.

Any forward-looking statement made by Generac in this presentation speaks only as of the date on which it is made. Generac undertakes no obligation to update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

3

Generac By The Numbers

5,700 EMPLOYEES

FY 2019

Doing business in over

150 COUNTRIES

NET SALES

~$2.2 BILLION ADJ EBITDA ~21%

Residential

51%

Commercial & Industrial

41%

OMNI CHANNEL DISTRIBUTION

Thousands of dealers, wholesalers, retailers and e-commerce partners

4.5 MILLION	Other
Sq. Feet of Manufacturing & Distribution	8%

OVER 500 ENGINEERS

$251 MILLION

FREE CASH FLOW FY 2019

Worldwide

4

Mega

Trends

Disruption of the traditional electrical utility model

• Technology & regulation will create Clean Energy opportunities

Attitudes around global warming are changing

• Expectation of more severe weather driving power outages

Natural Gas will be the fuel of the future

• Huge supply & increasing demand for applications beyond standby power

Legacy infrastructure needs major investment cycle

• Rebuilding of transportation, water & power will take decades

Telecommunications infrastructure shifting to next generation

• 5G will enable new technologies requiring significant improvement in network uptime

New Emerging Trend…

Home as a Sanctuary

• Millions of people working, learning, shopping, entertaining, and in general, spending more time at home

5

Macro

Investment Themes

10% Organic CAGR		$2,000
since IPO in 2010
		$1,500

$1,000

$500

$-

'92

'94

'96

'98

'00

'02

'04

'06

'08

'10

'12

'14

'16

'18 '19

Note: $ amounts in millions. Represents gross sales excluding freight revenue. Excludes "Portable Product" sales prior to the division's divestiture in 1998. Figures include results from acquisitions completed during

6 2011 - present; see slide titled "Summary of Acquisitions" for further details.

Creating a Leading "Energy

Technology" Company

Power Quality Issues Continue To Increase

• Over 500 million outage hours during 2019 (nearly 20% higher than LT baseline average)
• Aging and under-invested electrical grid more vulnerable to unpredictable and severe weather
• Aging population and overall consumers are more dependent on power

Home Standby Market Growth Opportunity is Massive

• Only 4.75% of US HH's have a HSB today (TAM=53M HH's)
• Every 1.0% of penetration is approximately $2.5 billion market opportunity (at retail)
• Generac's 75%+ share due to unique go to market strategy

California market for backup power increasing significantly

• Local utilities triggering numerous and significant power shutoff events
• Shutoff events impacting millions of customers in an attempt to mitigate risk of wildfires
• Events projected to continue for several years with HSB penetration only ~1%

Energy Storage & Monitoring Markets Developing Quickly

• New markets focused on energy cost reduction
• Battery cost and performance continue to improve
• Generac uniquely positioned with distribution, marketing & brand

Natural Gas Generators Driving Superior Growth Rates

• Cleaner, greener & more cost effective for on-site power
• US is ~40% gas gen sales annually and growing 2x diesel
• Global opportunity is nascent - less than 1% of market

Rollout of 5G Will Require Improved Network Reliability

• 5G will enable many new technologies - uptime critical
• 330k US sites & only 1/3 have backup - Generac #1 supplier
• Technology to rollout globally - Generac footprint can serve

Generac Worldwide

Locations	Vermont, USA
	Country Home Products

Vertically Integrated Manufacturing

Capacity Serving a Globally Diverse

Commercial Footprint

Wisconsin, USA

Generac

Eagle

Janesville

Jefferson

Oshkosh

Waukesha (HQ)

Whitewater

Generac Mobile Products

Berlin

Vancouver, BC

Neurio

Mexico

Ottomotores

Selmec

Maine, USA

Pika Energy

United Kingdom

Pramac UK

France

Pramac France

Spain

Pramac Iberica

Italy

Generac Mobile Products

Dominican Republic

Pramac Caribean

Germany

Motortech

Pramac GMBH

	Poland
	Pramac SP. ZOO
	Motortech
	Russia
	Pramac Russia
	Romania
Italy	Pramac Generators

Pramac Industrial

Kolkata, India China

Captiva	Pramac Fu Lee Foshan
	Power Equipment

United Arab Emirates

Pramac Middle East

Singapore

Pramac Asia

Brasil

Generac Pramac Brasil

Australia

7

Pramac Australia

Power

Platforms

Consumer Power Products

Outdoor Chore Products

Air-cooled

Home Standby

Generators

Liquid-cooled

Home Standby

Generators

Portable & Inverter Generators

Prime and emergency backup for:

• Residential
• Light Commercial

Construction

Recreation

Pressure washers Water pumps

Field & brush mowers

Trimmer mowers

Chippers & shredders

Log splitters

Lawn & leaf vacuums

Stump grinders

Wide variety of property maintenance applications for:

• Residential
• Larger-acreageproperties
• Light commercial
• Municipal
• Farm

C&I Stationary Products

Mobile Power Products

Larger kW & Container Gensets

Industrial Stationary Generators

Commercial

Stationary

Generators

Complete lines of diesel & natural gas generators

Prime and emergency backup for:

• Healthcare
• Telecom/Data Centers
• Municipal
• Manufacturing
• Distribution
• Hospitality
• Restaurants
• Retail

Light Towers	Support equipment for:
Mobile Generators	- Construction
- Oil and Gas
Heaters & Pumps	- Mining
- Special Events
	- Road Development
	- General Rental needs

8

Growth

Drivers

Consumer Power Products

Key drivers: Aging and under-invested grid, favorable demographics, heightened power outages

Low penetration of emerging HSB category: ~4.75% of addressable households within the U.S.

Market leader: Leading share of domestic HSB market; With significant competitive advantages high-20% share of portable generator market

Key strategic initiatives: Further improve lead generation, close rates and reduce total system cost

Connectivity: Driving deeper engagement with customers and distribution partners

C&I Stationary Products

Natural gas generators: Gaining share vs. diesel

Market share gains: Larger-kW product offering, distribution optimization, sales process excellence

International Expansion: Acquisitions accelerate expansion into other regions of the world

New Market Opportunities: Expansion of gaseous-fueled products into prime, continuous and CHP applications Low penetration: Within the light commercial/retail market Telecom: Growing importance of backup power for critical telecommunications infrastructure

9

Outdoor Chore Products

Housing drives market growth: Need for outdoor power equipment grows alongside housing starts

Trend toward pro market: Capitalize on growing trend in lawn and garden industry of "do it for me" with products for the pro market Leverage current D2C customer base: Introducing new products to capture more share of wallet

Expand distribution: Products for outdoor power equipment dealers and other B2B partners

Supply Chain and Operational Synergies: Leverage air-cooled engine volumes and consolidated manufacturing footprint to improve cost position.

Mobile Power Products

Secular shift toward renting: Mobile products platform benefiting from shift toward renting in lieu of buying Diversification into new products: Entry into adjacent "engine-powered" rental equipment categories, both organically and through acquisitions

Long-termincreased infrastructure spending: Macro opportunity of increased spending stimulus to improve aging domestic infrastructure

Long-termdomestic energy production: Multi-decade upcycle for mobile support equipment that is essential to oil & gas drilling and production sites

Global Distribution Channels

Residential and C&I Dealer Network

International network of nearly 7,000 dealers Installation and after sale service support

Work with professional engineering firms to develop customized solutions

Over 5,000 technicians trained every year Support for global large account sales

Significant Omni-Channel Distribution

Other Key Channels

	Electrical Wholesalers			Mass Retailers

Catalog and E-Commerce		Licensing Partners

Direct to Global Accounts		Direct to Consumer

10

Clean Energy - Rapidly Developing Market Opportunity

Desire to reduce green house gases. Aggressive emission reduction targets being put in place.

Solar and battery prices down approximately 60% since 2012 and projected to continue.

Universal desire to save money. Utility bills rising annually. More consumers want to take control and reduce their bills. Preference to use renewable energy solutions.

Increased power outages. Energy Storage Systems (ESS) add grid resiliency.

Environmental culture combined with growing energy costs drive global demand.

US Residential ESS Market $2.3B; Global Market ~$4.6B

	5,000,000		900,000
SOLAR INSTALLATIONS		800,000
4,000,000			ESS INSTALLATIONS
700,000
3,000,000	600,000
500,000
2,000,000	400,000
	300,000
# of		# of
	1,000,000	200,000
		100,000

2017	2018E	2019E	2020E	2021E	2022E	2023E
		Cumulative Resi Solar			Cumulative Resi ESS
		Source: SEIA data and Woods Mackenzie

Attachment rate of "storage with solar" projected to increase significantly through 2023

11

Clean Energy

Value Proposition

GENERAC

Trusted credible company, delivering home energy products for 60 years

#1 Brand in residential power with over 2M systems installed

Purpose built infrastructure and capabilities for residential energy with superior technical expertise Operational excellence, quality, global supply chain and support

PRODUCT LEADERSHIP

Innovative consumer benefits combined with installer friendly insights

Powerful, high capacity battery storage platform

Intelligent energy monitoring enables superior customer experience and ROI

Integrated operating system from rooftop to battery

MARKET CREATION

Not just another "appliance maker", a true partner in growth and success

Unique D2C lead generation processes that are innovative, effective and efficient Cutting edge solar plus storage design tools for aligned contractors

Distribution channels excellent fit with current Generac omni channel distribution (dealers, wholesale, retail, distributors, eccomm)

12

Generac Clean Energy Investments

HEMS (Home Energy

Monitoring System)

Neurio Vancouver, BC

Acquired 03/13/2019

The leading energy data company focused on metering technology and sophisticated analytics to optimize energy use

Staffed by teams of data scientists, firmware and software engineers

In-house app development team

Solargraf Montreal, QC

Leading Series B Investor 10/24/2019

Sales acceleration tools for solar and roofing

Recent investments accelerated Generac's ability to bring an efficient, intelligent and energy-savings solution to the energy storage market

ESS (Energy

Storage System)

Pika Portland, Maine

Acquired 04/26/2019

Leading manufacturer of smart storage solutions and smart batteries

Founded by MIT engineers

Deep knowledge of power electronics Innovative products with impressive I.P. portfolio

13

Leading Product

Ecosystem

Generac participating in ALL solar/storage components except PV Panels and mounting

SOLAR

Unmatched 96.5% round tripefficiency multi-mode inverter, paired with seamless system architecture and communication

Patented SnapRS is a simple, inexpensive way to meet the 2017 NEC PV rapid- shutdown requirements

SNAPRS

PVlink combines the install cost efficiency of string optimizers with the flexibility of substring optimizers while reducing rooftop hardware by up to 87%

PVLINK

DC nanogrid bus allows for high efficiency and seamless system communication Unmatched power: 10kW surge, 8kW continuous

PWRCELL INVERTER

Scalable battery system allows for an optimized approach (8.6-17.1kWh)

Easy one-person install. Heaviest component is 75 lb.

PWRCELL BATTERY

Integrated Neurio Metering enables a potential home energy management subscription model. Energy use and insights

14PWRVIEW

Enterprise Strategy

Grow:

Further expand market penetration in North America while establishing traction for these products globally.

Lead:

Capitalize on the global growth of natural gas fuel as an available and affordable energy source. Leverage Generac's expertise in gaseous engines to expand applications beyond standby power.

Gain:

We gain share by innovating and we expand our opportunity for growth by doing the hard work of pioneering new products and markets.

Connect:

By being connected to the devices we manufacture we will drive additional value to our customers and our partners over the product lifecycle.

15

Financial
Summary
		Total Net Sales	Gross Margin %				Adjusted EBITDA	Adjusted EBITDA margin %
		60.0%	$500
								$454.1	$464.3
$2,200				$2,204.3	$2,214.8				$424.6	47.5%
		$2,023.5
				$400
				50.0%
		$1,679.4								37.5%
							$317.3
$1,600	$1,447.7
				$300	$278.4
			40.0%
									27.5%
					37.1%
$1,000	35.8%	34.8%	35.8%	36.2%	$200
	30.0%			21.0%	20.6%	21.0%	17.5%
							19.3%	19.0%
$400					20.0%	$100	2016	2017	2018	2019	LTM	7.5%
	2016	2017	2018	2019	LTM
		Free Cash Flow			Consolidated Gross Debt	Consolidated Gross Debt Leverage Ratio
$350					$349.2	$1,200							5.0x
$300						$1,052.9
$250	$222.9	$227.9		$250.7		$1,000		$928.7	$924.0	$898.9	$896.5	4.0x
$203.6			$800
$200
					$600
$150						3.3x						3.0x
$100						$400							2.0x
$50						$200		2.2x	2.2x
						2.0x		1.9x
$0						$0
2016	2017	2018	2019	LTM							1.0x
	2016	2017	2018	2019		LTM

16

Note: Adjusted EBITDA margin calculated using adjusted EBITDA before deducting for non-controlling interest.

Capital Deployment

Priorities

1	Organic	| Invest in technology, innovation, and R&D capabilities
Growth	| Capacity expansion; Global systems; High ROI automation
2		| Target 2-3x leverage
Pay Down
	| Term Loan matures 2026, ABL matures 2023
	Debt
3	| $500mm notional swapped fixed
	| Demonstrated ability to execute; 15 deals since 2011
	M&A	| Accelerates "Powering Our Future" strategic plan
4		| Seek high synergy opportunities with above WACC returns
Return of	| As future cash flow permits, will evaluate options opportunistically
Capital	| $250mm remaining on current share repurchase authorization

2017-2019

$

Asset Lite	~150m

Deleveraging	~200m
Story
Accelerate the	~200m
strategy
	~50m
Opportunistic

17

Strong balance sheet and cash flow generation enables disciplined and balanced approach toward capital deployment that creates value for shareholders

TOTAL	~600m

Appendix

18

2020 Business

Outlook (As reported on July 30, 2020)

Consolidated net sales

Baseline case: increase between 5% to 8%

Residential products: significant year-over-year growth

C&I products: down significantly vs. prior year

Upside case: could add another 2% to 3% of revenue growth

Adjusted EBITDA margins: between 21.5% to 22.0%

Cash income tax rate: approximately 17.0%

Expect to Utilize Strong Free Cash Flow Generation to Increase Shareholder Value

Free cash flow: conversion of adjusted net income of approximately 90%

19

Expanding Power	Elevated Baseline Outages + Major
Outage Severity(1)	Event = Catalysts for Growth

Total Outage Hours (Severity)	1,200,000
Legacy Residential Organic Sales - LTM
	1,000,000
	800,000
	600,000
	400,000
	200,000
	0

(1) Represents power outage hours for mainland U.S. only

20

Summary of Acquisitions

Acquisitions used to accelerate Powering Our Future strategy

Revenue synergies

OCT.

2011

Magnum Products is a leading manufacturer of high-quality light towers, and mobile generators.

Berlin, WI

OCT.

2014

MAC is a leading manufacturer of premium- grade commercial and industrial mobile heaters within the U.S. and Canada.

Bismarck, ND

JUN.

2018

Larger kW and container gensets; service and remote monitoring platform for Latin America market

Mexico City, Mexico

New products, customers, end markets

Numerous cross-selling opportunities

Geographic and

DEC.		AUG.
2012		2015
Leading manufacturer of industrial power		Expands chore-related products line-up
generation equipment in Mexico and		and provides additional scale to the
other parts of Latin America.		residential engine-powered tools platform
Mexico City, Mexico		Vergennes, VT

FEB.

2019

Captiva Energy Solutions, founded in 2010 and headquartered in Kolkata, India specializes in customized industrial generators.

Kolkata, India

international expansion Cost synergies

Strategic global sourcing initiatives

AUG.

2013

Mobile light towers for EMEA and other international markets

Milan, Italy

NOV.

2013

Expands domestic offering of standby and prime-duty gensets up to 2.5 MW

Oshkosh, WI

MAR.

2016

Stationary, mobile and portable generators sold into over 150 countries worldwide

Siena, Italy

JAN.

2017

Gaseous-engine control systems and accessories sold to engine OEMs and aftermarket customers

Celle, Germany

MAR.

2019

The leading energy data company focused on metering technology and sophisticated analytics to optimize energy use

Vancouver, BC

APR.

2019

Leading manufacturer of smart storage solutions and smart batteries

Portland, Maine

Innovation and cost- reduction engineering

Adopt Generac's lean cost culture

Operational excellence focus

Smaller acquisitions of Gen-Tran completed in February 2012 (manual transfer switches for portable generators -Alpharetta, GA) and Pramac America in September 2017 (portable generators - Marietta, GA) and Energy Systems in July 2020 (industrial distributor - Stockton, CA)

21

Favorable Tax

Attributes

Tax attributes and 338(h)10 election overview

$1.9 billion combined asset basis step-up created through 2006 acquisition of Generac and other acquisitions

Results in present value tax savings of ~ $60 million(2) or $.90-$1.00 per share

Each amortizes over 15 years

Reduces cash tax obligation on average by ~$33 million per year through 2021

(($ MM)	TOTAL	2020	2021	2022+
Annual tax amortization	$264	$130	$107	$27
Cash tax savings(1)	$67	$33	$27	$7
(1)	Assuming continued profitability and no limitations at an assumed 25.5% federal and state tax rate.
(2)	Based on annual discount rate of between 5 and 10%

22

Net Sales by
Product Class			$1,144		$1,256
$1,000
			$1,043
$900
		$870			$872
$800			$820
$700	$769						$759
		$684
$600
$500	$558
$400
$300
$200							$199
						$189
					$160
$100		$120		$125
$0
	2016	2017	2018	2019		LTM
							]
	RESIDENTIAL	COMMERCIAL & INDUSTRIAL	OTHER

23	Figures include results from acquisitions completed during 2011 - 2019; see slide titled "Summary of Acquisitions" for further details.

HSB:

A Penetration Story

North American Penetration Opportunity(1)

90%

						86.1%
	80%				Central Air Conditioning
				Home Security Alarms (professionally monitored)
	70%				Portable Generators
Market				Home Standby Generators
60%
AddressableUS	50%
% of	40%

30%

25.0%

20%

15.0%

10%

4.7%

0%

	(1) Source: Company estimates; based on addressable market for HSB generators consisting of all single-family detached, owner-
	occupied homes valued > $125K; portables and central A/C use all single-family homes regardless of value; penetration rate for
24	home security alarms was estimated from a variety of industry sources and focuses on the professionally monitored market.

Every 1% of increased penetration equals ~$2.5 billion of market opportunity

Aging Population Fits

Demographic

~70% of buyers age 50 and older ~Median home value of approximately $400k ~80% retro-fit application

~$120K median household income, ~8% replacement units

Q1 2020 & LTM

Financial Overview

	Actual	Y/Y %	Actual	Y/Y %
	Q2 2020	Change	LTM	Change
	(unaudited)		(unaudited)
Residential	$341.4	27.2%	$1,256.5	15.1%
Industrial	154.9	(32.8%)	759.0	(12.7%)
Other	50.6	17.4%	199.3	12.7%
Net Sales	$546.8	0.9%	$2,214.8	3.6%
Gross Profit	$209.0	6.7%	821.0	7.7%
% Margin	38.2%		37.1%
Adjusted EBITDA	$123.1	10.1%	$464.3	3.3%
% Margin (1)	22.5%		21.0%
Net Income - GHI (2)	$66.1	6.8%	$255.8	(0.9%)
Adjusted Net Income - GHI	$88.5	18.1%	$330.0	6.9%
Adjusted EPS - GHI	$1.40	16.4%	$5.23	5.9%
Free Cash Flow	$89.0	NM	$349.2	181.8%
Consolidated Gross Debt			$896.5
Consolidated Gross Debt Leverage Ratio		1.9x

(1) Adjusted EBITDA (margin) calculated using adjusted EBITDA before deducting for non-controlling interest.

25 (2) Q2 2020 and LTM includes $11.5 million of pre-tax charges relating to restructuring costs and asset write-downs to address the impact of COVID-19 pandemic; LTM also includes a $10.9 million pre-tax charge related to the settlement of the Company's domestic pension plan.

Adjusted EBITDA

Reconciliation

	2016	2017	2018	2019	LTM
Net income	$97.2	$159.6	$241.2	$252.3	$251.8
Interest expense	44.6	42.7	41.0	41.5	37.8
Depreciation and amortization	54.4	52.0	47.4	60.8	66.3
Income taxes provision	56.5	44.1	69.9	67.3	61.4
Non-cashwrite-down and other charges	7.5	5.8	3.5	0.8	1.9
Non-cashshare-based compensation expense	9.5	10.2	14.6	16.7	18.7
Loss on extinguishment of debt	0.6	-	1.3	0.9	0.9
(Gain) loss on change in contractual interest rate	3.0	-	-	-	-
Transaction costs and credit facility fees	2.4	2.1	3.9	2.7	1.6
Loss on pension settlement and other	0.9	0.8	1.8	11.0	23.7
Adjusted EBITDA	$276.5	$317.3	$424.6	$454.1	$464.3
Adjusted EBITDA attributable to noncontrolling interests	(3.8)	(6.1)	(7.8)	(5.0)	(2.2)
Adjusted EBITDA attributable to Generac Holdings, Inc.	$272.7	$311.2	$416.8	$449.1	$462.1

26

Adjusted EBITDA

Reconciliation

Net income to Adjusted EBITDA reconciliation		Three months ended
		June 30,		LTM Ended June 30,
	2020	2019	2020	2019
		(unaudited)		(unaudited)
Net income attributable to Generac Holdings. Inc.	$66,145	$61,958	$255,793	$258,170
Net income attributable to noncontrolling interests	(2,553)	(252)	(3,957)	2,524
Net income	63,592	61,706	251,836	260,694
Interest expense	7,932	10,452	37,805	40,565
Depreciation and amortization	16,803	14,740	66,339	51,472
Income taxes provision	18,473	18,827	61,404	73,870
Non-cashwrite-down and other charges	(893)	1,726	1,872	2,021
Non-cashshare-based compensation expense	5,400	4,334	18,740	15,500
Loss on extinguishment of debt	-	-	926	-
Transaction costs and credit facility fees	358	413	1,627	4,879
Loss on pension settlement, restructuring and other	11,475	(312)	23,717	554
Adjusted EBITDA	123,140	111,886	464,266	449,555
Adjusted EBITDA attributable to noncontrolling interests	(132)	(763)	(2,182)	(6,393)
Adjusted EBITDA attributable to Generac Holdings, Inc.	$123,008	$111,123	$462,084	$443,162

27

Adjusted

Net Income and Free Cash Flow Reconciliations

Net income to Adjusted net income reconciliation		Three months ended
		June 30,			LTM Ended June 30,
	2020	2019		2020	2019
		(unaudited)	(unaudited)
Net income attributable to Generac Holdings. Inc.	$66,145	$61,958		$255,793	$258,170
Net income attributable to noncontrolling interests	(2,553)	(252)		(3,957)	2,524
Net income		63,592	61,706		251,836	260,694
Provision for income taxes	18,473	18,827		61,404	73,870
Income before provision for income taxes		82,065	80,533		313,240	334,564
Amortization of intangible assets	7,667	7,251		31,499	23,591
Amortization of deferred financing costs and OID	644	1,199		3,622	4,758
Loss on extinguishment of debt	-	-	926	-
Transaction costs and credit facility fees	191	173		(103)	2,972
Loss on pension settlement, restructuring and other	11,460	73		24,222	1,027
Adjusted net income before provision for income taxes		102,027	89,229		373,406	366,912
Cash income tax expense	(13,877)	(14,105)		(44,552)	(55,155)
Adjusted net income		$88,150	$75,124		$328,854	$311,757
Adjusted net income attributable to noncontrolling interests	342	(222)		1,131	(3,174)
Adjusted net income attributable to Generac Holdings. Inc.		$88,492	$74,902		$329,985	$308,583
Free Cash Flow Reconciliation
Net cash provided by operating activities	$101,768	$8,043		$399,387	$190,184
"Proceeds from beneficial interests in
securitization transactions"	706	653		2,558	3,400
Expenditures for property and equipment		(13,438)	(18,474)		(52,758)	(69,651)
Free cash flow		$89,036	$(9,778)		$349,187	$123,933

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